The New Master Of Castle Grayskull
by Windrises
Summary: Evil-Lyn comes up with a plan, that allows Skeltor to pose a bigger threat to Eternia, than ever before. Due to defeating Skeltor hundreds of times, He-Man fails to prepare for the danger that awaits him.


Note: Mattel's He-Man is a toy-line, that has turned into an animated franchise.

Skeltor, Skeletor's twin brother, sent a bunch a robots to Eternia, to defeat He-Man and take over Castle Grayskull. However, as usual, He-Man defeated the robots, thanks to his impressive amount of strength. Although He-Man had a few close calls, he still managed to stop all of the robots and keep Castle Grayskull safe.

Due to having so many successful victories, it was hard for He-Man to not feel like there was any enemy, that he couldn't stop. After taking the robots to a recycling plant, He-Man proudly stood around, while feeling like the most powerful man in the universe. He-Man faced his friends, while saying, "Once again, Skeltor's forces learned that Eternia will always be safe, because I'll always be able to stop them."

Orko gave He-Man a pat on the back, while saying, "Way to go, bro. You showed Skeltor who's boss. How do you always manage to stop the bad guys?"

He-Man faced his friends, while saying, "When you're on the side of justice, victory will come to you. That's something, that Skeltor never seems to learn. Besides, I'm far more powerful, than Skeltor and all of his sidekicks."

Orko replied, "You're the best hero in all of Eternia, He-Man."

He-Man patted Orko on the head, while saying, "Thank you, old chum. I can always count on you, to be my most loyal fan."

Man-At-Arms noticed that He-Man hadn't been taking his enemies seriously, so he said, "Although you've always been successful, that doesn't that Skeltor won't come up with a plan, that'll put your life in danger."

He-Man confidently replied, "I'm pretty sure, that Skeltor will ever come up with a brilliant and dangerous plan. If he does, I'll just use my strength to save the day."

Meanwhile, Skeltor was at Snake Mountain. As usual, he was upset about He-Man not being defeated. For years, he had wanted to take over Castle Grayskull, but he hadn't managed to make that happen.

Since the robots He-Man defeated were created by Tri-Klops, Skeltor angrily glared at him and said, "Once again, one of your bone-headed ideas failed to get anything done."

Tri-Klops nervously replied, "I'm sorry, Skeltor. It was an accident."

Skeltor responded, "Hiring you, to be my tech guy, seems to be the real accident." He used his staff, to blast Tri-Klops across the room.

Skeltor looked at his sidekicks, while saying, "All of you guys have come up with your own ideas and to give credit where credit is due, you all failed!" Skeltor angrily shook his fists in the air, while saying, "None of you simpletons have managed to come up with an idea, that has helped me take over Eternia! Sidekicks are supposed to make their leaders look better, but instead of doing that, you've made me look like a corny weakling."

Skeltor pointed his staff at his sidekicks, while saying, "If you fools don't come up with something that'll get me Eternia, I'm going to blast you and kick you out of Snake Mountain."

Most of Skeltor's sidekicks look scared. Although they were strong, they weren't very clever, so they struggled to come up with master plans. However, Evil-Lyn had a confident look on her face, while saying, "Skeltor, I have a plan, that'll make you the master of Eternia."

Skeltor was impressed by Evil-Lyn's confidence. He had an evil smile on his face, while saying, "If you're not bluffing, this is great news. What's your plan?"

Evil-Lyn said, "During your previous battles with He-Man, you usually just send a few of your sidekicks, to battle the masters of universe. However, if you had all of them fight He-Man and his friends, they'd be able to keep your enemies busy, while you take over Eternia."

Skeltor put his hand on his chin, while thinking about the plan. He said, "I'm not usually one to give out compliments, but I think you've come up with a delightfully evil idea." He looked at his other sidekicks, while saying, "I want every single of you to go fight the masters of universe. Find all of the henchmen, that I've fired before. We're going to need every bad guy around, to accomplish this essential mission. This time, I'm going to become the King of Eternia." He did an evil laugh.

The next day, Prince Adam and Teela were outside, while doing their weekly sword practice. In order to hide the fact that Adam was He-Man, he purposely let Teela win their little sword fights.

Teela said, "Sheesh Adam, I don't think you've one a single one of our duals."

Prince Adam replied, "A few months ago, I got moderately close to winning."

Teela sarcastically responded, "How impressive. You're like He-Man."

Prince Adam continued doing his most mediocre attempts at sword fighting, while saying, "He-Man not as special as people claim he is. He's just a big muscle dude, who thinks he's the best guy around."

Teela had an amused look on her face, while replying, "You can try to look He-Man look bad, but similar to your attempts at winning our sword fights, it's never going to work. He-Man's the most heroic and powerful guy, that Eternia has ever seen."

Prince Adam purposely let Teela knock his sword to the ground. He sighed and said, "Once again, you won the sword battle."

Teela handed Adam's sword back to him, while saying, "Adam, you need to try harder."

Adam pretended to look confused, while asking, "What do you mean?"

Teela replied, "You're the Prince of the kingdom. Because of that, you need to be able to protect the palace, from the forces of evil."

Adam responded, "If bad guys ever show up, I'll beat them up and stuff like that."

Adam and Teela looked around and noticed that several of Skeltor's sidekicks were coming. Adam took a closer look and saw Evil-Lyn, Beast Man, Tri-Klops, Trap Jaw, Merman, Clawful, Whiplash, Two-Bad, and a few dozen henchmen, that Skeltor had fired years ago.

Adam looked at Teela, while saying, "That's more sidekicks at once, than there's ever been."

Teela replied, "We're going to need to get every hero around, in order to win this battle."

Adam said, "Actually, I have to get going."

Teela could hardly believe Adam would run away, while the kingdom was in more danger than ever. She folded her arms and asked, "Where do you need to go, at this important time?"

Adam quickly came up with an excuse. He said, "I need to get to ballerina class. If I get there late, my fussy teacher is going to yell my head off."

Teela had an offended look on her face, while asking, "Do you think ballerina class is more important, than saving the kingdom?"

Adam giggled, while saying, "More or less." Teela gave Adam a bunch of disapproving looks. After getting to a spot, where nobody else was around, Adam whispered, "Teela probably thinks I'm an immature jerk. Keeping a secret identity isn't as much fun, as I thought it would be." He got out his sword and said, "By the power of Grayskull." Prince Adam turned into He-Man and screamed, "I have the power!"

He-Man ran around the kingdom and looked around. He noticed, that all of the masters of the universe, were fighting Skeltor's sidekicks. He said, "These bad guys seem to be putting everybody in danger. Thankfully, I've arrived, so the heroes don't need to worry." He jumped closer to the bad guys. He tried to look and sound heroic, while saying, "You guys seem to think you can take over Eternia. Considering I've defeated you over a hundred times, you should know that'll never happen."

Beast Man replied, "You're wrong, He-Man. This time, we're going to be the winners."

He-Man picked up Beast Man and responded, "I highly doubt that. After all, you guys might have a few good fight moves, but I'm the most powerful man in the universe."

Evil-Lyn had an evil smile on her face, while saying, "While that may be true, can you defeat over thirty of Skeltor's men?"

He-Man confidently replied, "I sure can."

Merman responded, "You're going to be proven wrong, you over-confident simpleton."

He-Man failed to understand, why Skeltor's henchmen thought they'd win. Since he had defeated them so many times, he didn't think they were much of a threat. However, he had never defeated all of them, on the same day. Because of that, Skeltor's henchmen were posing a bigger threat, than ever before. Although He-Man allies were also fighting the bad guys, they were also being challenged. There were more bad guys, than good guys, so He-Man was in trouble.

Meanwhile, Skeltor walked to Castle Grayskull. After hundreds of failures, he thought his embarrassment was about to end, because he felt ready to take over Castle Grayskull. Since Skeltor's henchmen were keeping He-Man and his friends busy, there wasn't anybody guarding Castle Grayskull, other than the Sorceress.

Similar to He-Man, Skeltor had an over-confident personality, so he thought he would be to defeat the Sorceress and become the master of Eternia. Skeltor stared at the castle's front door, while saying, "For years, those pesky underestimated me. They never thought I could take over their precious kingdom. However, due to the brilliance of my plan, Eternia's about to be controlled by me!" He paused and remembered that Evil-Lyn came up with the plan. Skeltor sighed and said, "Even though I may not of been the mastermind behind this, I'm still going to be the one, who has the biggest victory of them all."

The Sorceress overheard Skeltor's rambling, so she appeared in front of him, and said, "Don't count your castles, before they become yours."

Skeltor pointed his staff at her and replied, "He-Man and his friends aren't here to protect you. Castle Grayskull is my new home and I don't need any bird-themed women for roommates, so hit the road."

The Sorceress had an amused look on her face, while saying, "Skeltor, after all these years, your wording is still as amateurish and corny, as it's always been."

Skeltor shook his head and replied, "You're wrong about that, you bird-seed enthusiast." He put his hand on his heart, while saying, "Believe it or not, I'm a sophisticated gentlemen. Although my heart is evil, I still have a soft side."

The Sorceress responded, "If that is true, you should use your few scraps of morality, to convince yourself to give up and stop trying to take over Castle Grayskull."

Skeltor said, "You failed to understand, what I was trying to say. If I wanted to, I could eliminate you. However, I'm feeling a bit more gentle today, so if you fly away and leave Castle Grayskull behind, I'll spare your life."

The Sorceress was offended at the notion, of Skeltor thinking she'd ever abandon Castle Grayskull, to save her own life. She said, "That's not going to happen, you immature skelton."

Skeltor started blasting her, while saying, "You should of used whatever bit of common sense you had left, to convince yourself, to give up and start acknowledging how amazing I am." The Sorceress started using her own powers, to fight back. She started blasting Skeltor, who fell to the ground. He shook his fist at the Sorceress, while saying, "You're a stronger opponent, than I was expecting you to be."

The Sorceress smirked and replied, "Aww , you've finally given me a compliment."

Skeltor angrily responded, "Shut up, you bluejay." Like He-Man, Skeltor had underestimated his opponents. In order to defeat the Sorceress, Skeltor knew he'd need help.

Meanwhile, He-Man and the others were still fighting Skeltor's henchmen. While flinging Merman into a pond, He-Man looked around and saw that a bunch of his friends had been defeated. He-Man was surprised, by how well Skeltor's forces were doing. Since they were so successful, He-Man was in a lot of trouble.

The fight hadn't been too rough for He-Man, at first. However, without the help of his friends, He-Man had more bad guys to stop. He looked around and saw thirty bad guys cornering him, at the same time. He tried to remain brave, even though he was in one of the scariest situations, of his entire life. He said, "Despite you making the hards fall to the ground and go to sleep, you're not going to stop me."

Evil-Lyn said, "Come on, He-Man. It's time for you, to stop living in a fantasy. As strong as you are, you still can't defeat all of us, at the same time."

He-Man heroically replied, "Actually, I can. I have the power, to defeat any of Skeltor's forces." He started charging to the bad guys, while they got out their blasters and other weapons. Skeltor's henchmen started attacking He-Man. He-Man had several things to aid him in his mission, including his strength, sword, and Battlecat.

Despite all of that, He-Man was having a really hard time, at defeating the criminals. Since he had been fighting for so long, he needed to take some deep breaths. During his brief break, the criminals were able to punch and kick him. He-Man managed to knock-out a few of Skeltor's henchmen, but he felt like he couldn't fight anymore. It had been months, since he had been in such a long fight. He fell to the ground. He fought the urge to fall asleep, while taking some deep breaths.

He-Man sword fell to the ground, so Orko grabbed it. He-Man had a confused look on his face, while saying, "Orko, what are you up to?"

Orko replied, "He-Man, I used to think that you were the strongest and greatest hero, that Eternia had ever had. However, you proved me wrong, by getting beaten up by a bunch of sidekicks. I'm ashamed of you."

He-Man responded, "Believe me, I'm also ashamed of this. However, Skeltor had over thirty henchmen fight me. It's understandable why I wasn't able to win this fight."

Orko replied, "He-Man, I want to be a loyal follower, of Eternia's most successful and powerful person. Since you're not that person, you don't deserve my support or your sword."

He-Man sternly responded, "Give me the sword."

Orko floated by Evil-Lyn. Evil-Lyn stuck her hand out, while saying, "Betraying He-Man was a wise decision. If you want to keep being wise, you'll give me the sword."

Orko replied, "I'd be delighted to, but I want something in exchange."

Evil-Lyn folded her arms and asked, "What do you want, you jester?"

Orko answered, "I want Skeltor, to make me a part of his team. I want a high-ranking position."

He-Man had a shocked look on his face, while saying, "Orko, how could you do such a despicable thing?"

Orko answered, "Because you've become a failure." He-Man had a sad look on his face. He felt like he failed Castle Grayskull, as well as all of Eternia.

Evil-Lyn looked back at Orko and said, "Skeltor's at Castle Grayskull. Teleport us there. He'll give you a job and you'll be handing over the sword."

Orko replied, "Sounds like a fair deal." Orko used his magic, to teleport himself and Evil-Lyn, to Castle Grayskull.

Evil-Lyn and Orko saw Skeltor, who had several bruises. Skeltor said, "As much as I hate to admit it, the Sorceress is posing a very big threat. I'll be needing some help, in order to defeat her."

Evil-Lyn put her hand on Skeltor's shoulder, while saying, "Don't worry, my dear Skeltor. Believe it or not, the goofy jester has left He-Man behind and has taken his sword."

Skeltor had an excited look on his face, while replying, "This is some of the best news, that I've ever gotten." He started looking more intimidating, while facing Orko, and saying, "Give me the sword."

Orko tried to not seem nervous, while replying, "There's something I want, in return."

Skeltor wasn't used to people having the guts, to ask something from him. He was moderately impressed by Orko's bravery, so he asked, "What do you want?"

Orko answered, "A position in your team. I'm hoping for a real job, instead of just being a comedy relief."

Skeltor was amused, that one of He-Man's former friends wanted to work for him. He said, "Okay then, Mr. Orko. I'll be giving you a job. You'll be the team's wizard. Now, hand me the sword." Orko put the sword in Skeltor's hands.

Skeltor ran to the front of Castle Grayskull. In order to seem like a gentleman, he knocked on the door, instead of blasting it. The Sorceress opened the door and said, "Skeltor, after me defeating you, you should start realizing who's superior."

Skeltor stubbornly replied, "I'm superior, to all lifeforms."

The Sorceress chuckled and responded, "Your braggy nonsense knows no end, does it?"

Skeltor had an evil smile on his face, while saying, "You're wrong about that. You see, if you're going to be bragging, you have to have the ultimate power. I may not of had that power before, but now, I'm more dangerous than anybody in Eternia." He pulled out He-Man's sword and said, "I have the most dangerous weapon, that Eternia has ever seen. Although the sword used to just be used for He-Man's typical brand of justice, it's now going to be used for the classiest of all evils." He pointed the sword at the Sorceress and said, "Not even you could defeat the sword, could you?"

The Sorceress started looking scared. She tried to blast the sword away from Skeltor, but Skeltor managed to keep his grip on the sword. The Sorceress knew she wouldn't survive, if she stayed at Castle Grayskull. She reluctantly turned into a bird and started flying away. She felt ashamed of herself, for failing to save Castle Grayskull.

Back at the outside of the palace, Man-At-Arms looked around and saw He-Man moping on the ground. He could tell He-Man needed somebody to motivate him, so he asked, "What are you doing?"

He-Man looked ashamed of himself, while saying, "I might be the cause of the biggest failure, that Eternia has ever had. I was so confident in my own abilities, that I didn't properly prepare for a battle this big. Because of my lack of responsibility, I lost the battle, Orko, and my sword."

Man-At-Arms replied, "You may not be as perfect, as you thought you were. However, that doesn't change the fact, that you're still a good hero. You've been the type of person that doesn't give up, no matter how dangerous things get. Eternia desperately needs your help. If you want to remove your shame and prove you're the most powerful man in the universe, you won't be giving up."

He-Man thought about it and responded, "You're right. I'm not going to give up. I've been too confident, when it comes to a lot of things. However, one thing I don't mind being overconfident about, is that Eternia is going to be saved." He got on Battlecat and started heading towards Castle Grayskull.

Meanwhile, Skeltor was sitting on Castle Grayskull's throne, while feeling like the smuggest guy in all of Eternia. Evil-Lyn and Orko stood around, while he bragged about his success. He said, "The Sorceress is a coward, He-Man's a weakling, and I've become in charge of everything." He did an evil laugh and said, "I'm the King of Eternia. My greatest scheme led to my greatest victory."

Evil-Lyn was starting to feel that Skeltor was being ungrateful to her, so she said, "No offense, but the scheme was my idea."

Skeltor replied, "Even though I don't want to admit it, I can't argue with that." He put a crown on Evil-Lyn's head, while saying, "Besides, every king needs a queen."

Evil-Lyn smiled and responded, "Skeltor, you're the best."

Skeltor proudly said, "You couldn't be more right."

Suddenly, He-Man charged into Castle Grayskull. He jumped off Battlecat and faced Skeltor, while saying, "You're not going to become the King of Grayskull."

Skeltor replied, "I've hardly obtained that honorable position, so you're wrong, muscle-boy. Besides, how could you defeat me and my dozens of sidekicks?"

He-Man responded, "Before coming over here, an old friend convinced me to not give up. That inspired me, to make a speech, to motivate the masters of the universe. They're currently fighting your sidekicks and due to their new abundance of inspiration, I don't think they're going to be losing."

Skeltor pointed his He-Man's own sword at him, while saying, "I'm going to get rid of you. There's nothing more dangerous, than this sword."

He-Man replied, "I'm flattered you'd give such a strong compliment, to one of my weapons. I'm going to be getting the sword back."

Skeltor had an amused look on his face, while asking, "How are you expecting, to accomplish that? Are you just going to take the sword out of my hands or something?"

He-Man replied, "If I may be so bold, I'm going to use a more intense approach." He-Man sent Battlecat, to jump on Skeltor. As ruthless and dangerous as Skeltor was, he was somewhat scared of Battlecat. His fear lasted long enough, for He-Man to take the sword from him.

Skeltor said, "Oh crud."

Evil-Lyn said, "He-Man turned out to be quite the strong opponent, but he's not going to be taking Castle Grayskull from us." She started blasting He-Man. Skeltor grabbed his staff and also started blasting He-Man.

Orko put his hand on his chin, while wondering what to do. He said, "I betrayed He-Man, because Skeltor was winning. However, Skeltor's stopped doing so good and if he loses, He-Man might not forgive me. I think I know the best option." The cowardly troublemaker used his magic, to teleport himself, to a faraway city.

During He-Man's fight with Skeltor and Evil-Lyn, he fell out of Castle Grayskull. He looked down and saw that he was getting close to a ledge. He had a hard time fighting the bad guys and keeping himself from falling, at the same time. He-Man kept getting closer and closer, to falling off the ledge.

Skeltor did an evil laugh, while saying, "This is the end of He-Man." He looked around and saw that Evil-Lyn had lost her balance, during the fight. She was close to falling off the ledge. Skeltor briefly wondered what he should do: Defeat his arch-enemy or save his most useful advisor? Skeltor's tiny bit of humanity shined through, as he ran up to Evil-Lyn and grabbed her, which saved her from falling.

Evil-Lyn had a shocked, but flattered look on her face, while saying, "Skeltor, you saved me."

Skeltor replied, "Let's ignore any trace of sentimentality and destroy He-Man."

He-Man picked up Skeltor and Evil-Lyn. He-Man said, "You two were out of the fight, for a moment, which gave me enough time, to dominate the fight." He took the weapons out of their hands and said, "There's no way you can win."

Skeltor replied, "That's true, but we are going to be escaping." He signaled to his panther, who grabbed Skeltor and Evil-Lyn and started running back to Snake Mountain.

The Sorceress flew back to Castle Grayskull. She faced He-Man, while feeling ashamed of herself. She said, "He-Man, when Castle Grayskull was in its' greatest amount of danger, I wasn't able to protect. In fact, I flew away. I've been a rather mediocre protector of the castle, haven't I?"

He-Man shook his head and replied, "You shouldn't be ashamed, for flying away. In fact, you did the smart thing. Skeltor could of taken your life, if you had stayed here. You've protected Castle Grayskull, for several years and have done a great job. Making a few mistakes doesn't make you a bad leader. Everybody makes mistakes."

Meanwhile, Skeltor and his henchmen were back at Snake Mountain. Evil-Lyn looked at Skeltor and said, "I just want to say, that I appreciate you rescuing me. You may be He-Man's villain, but you're my hero." She kissed his cheek.

Skeltor's henchmen started giggling, while Beast Man said, "Skeltor's a softie."

Skeltor angrily replied, "I'm not a softie!"

He-Man faced the audience and said, "Being confident in yourself is important, but it's important to remember, to always be prepared. Even if things seem easy, there's a lot of things you should prepare for. Being extra-prepared is an essential element, for becoming a master of the universe."

Orko flew by and replied, "I'm prepared, for you to forgive me." He-Man rolled his eyes.


End file.
